0001104659-09-048683 Sample Contracts

August 5, 2009
Underwriting Agreement • August 10th, 2009 • Warburg Pincus Private Equity IX, L.P. • Pharmaceutical preparations
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WARBURG PINCUS PRIVATE EQUITY IX, L.P. 466 Lexington Avenue New York, NY 10017
Warburg Pincus Private Equity IX, L.P. • August 10th, 2009 • Pharmaceutical preparations

In connection with the acquisition of shares of Common Stock, par value $0.001 per share (the “Common Stock”), of Inspire Pharmaceuticals, Inc., a Delaware corporation (the “Company”), by Warburg Pincus Private Equity IX, L.P., a Delaware limited partnership (the “Purchaser”), in relation to the Company’s public offering of Common Stock pursuant to the Prospectus Supplement dated August 4, 2009 (including any related free writing prospectus and any amendment thereof or supplement thereto dated on or prior to September 30, 2009, and excluding any thereafter) and the related Registration Statement (File No. 333-141169) (the “Public Offering”), the Company and the Purchaser agree as follows:

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